UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. | Entry Into a Material Definitive Agreement |
Effective as of November 30, 2023, Zumiez Inc. (the “Registrant”) together with its subsidiary Zumiez Services Inc. (“Zumiez Services”) as the co-borrower (collectively with the Registrant and certain other subsidiaries as guarantors, the “Company”), entered into a Third Amendment to Credit Agreement (the “Amendment”) with Wells Fargo Bank, N.A (the “Bank”). The Amendment relates to certain changes to the terms and conditions set forth in a Credit Agreement between the Company and the Bank dated December 7, 2018 (the “Original Credit Agreement”), which was previously amended on October 14, 2022 and on July 27, 2023. The Amendment, among other things, (a) amended the credit limit to $25 million through December 1, 2024; (b) amended the EBITDA maintenance covenant to not less than $9 million for the quarter ending October 28, 2023, not less than $2.5 million for the quarter ending February 3, 2024, not less than $9 million in the quarter ending May 4, 2024, not less than $12 million for the quarter ending August 3, 2024, and not less than $20 million for the quarter ending November 2, 2024; (c) amended the borrowing rate to SOFR plus 1.75% per annum; (d) introduced an unused commitment fee of 0.50% per annum; and (e) disallows distribution of dividends or execution of stock repurchases through December 1, 2024 without the Bank’s approval.
A copy of the Amendment is attached to the Registrant’s quarterly report on Form 10-Q as Exhibit 10.36 filed on December 4, 2023. The preceding summary of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment and the Original Credit Agreement and the subsequent amendments referenced above.
Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The disclosure provided in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.03.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ZUMIEZ INC. | ||||||
Dated: December 4, 2023 | By: | /s/ Chris K. Visser | ||||
Chris K. Visser | ||||||
Chief Legal Officer & Secretary |